Prior to the expiry of the sub-lease, Batley's surveyor had verbally informed an employee of the Council that reinstatement of the permitted alterations would be required by the expiry of the sub-lease in order to return the premises to their original condition. Only after the sub-lease had expired, and the Council had not reinstated the alterations, did Batley issue the requirement in writing.
The main issue between the parties concerned whether Batley had to put its requirement in writing, before the end of the sub lease, for the Council to be obliged to reinstate.
The wording in the Leases
The Minute of Agreement, under which the Council were permitted to make the relevant alterations, obliged the Council, at the end of the Sub-Lease:
“if so required by the Mid-Landlord [Batley] and at the cost of the Sub-tenant to dismantle and remove the Works and to reinstate and make good the Premises.”
The words “if so required by the Mid-Landlord” were in contrast to other provisions of the Minute of Agreement which expressly required writing.
However, the head lease and, by extension, the sub-lease required that “Any notice, request, demand or consent shall be in writing” and specified what was required for sufficient service.
The Court decided that the requirement did not have to be made in writing.
It noted that where other provisions in the Minute of Agreement expressly required notices to be in writing, such wording was absent from the reinstatement obligation in the Minute of Agreement.
On a common sense interpretation of the Minute of Agreement, the Court considered that the parties had expressly stated when communication had to be in writing and without such express statement, writing was not required.
The case is proceeding by way of a proof to determine whether sufficient notice was provided by Batley to the Council requiring the removal of the permitted alterations and reinstatement of the premises at the expiry of the sub-lease.
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